"It's stunning, " Clarkson said of "Elegy, " which she had just finished shooting with Ben Kingsley and Penelope Cruz. "It is a really stunning piece."

It opens today in New Orleans, and it's easy to see why it had Clarkson so geeked. This is a character-driven film, and when you have a character-driven film with such celebrated actors on board -- Kingsley, Cruz and Clarkson have six Oscar nominations among them, so far -- you know that at the very least you're in for an acting clinic.

Ben Kingsley and New Orleanian Patricia Clarkson in 'Elegy.'

ELEGY

3 stars, out of 4

Plot: A cerebral drama about a college professor, with a habit of sleeping with his students, who learns there's more to life than carnal pleasures.

What works: In a performance-driven piece such as this, you can't do better than Ben Kingsley and Penelope Cruz.

And "Elegy" doesn't disappoint. There are moments when the story sags, as it postures and revels in its own eloquence, but with strong performances and a moving final act, this is still a fine, thought-provoking film, one worth celebrating.

At its core, "Elegy" is a love story, but a cerebral one. Based on Philip Roth's short novel "The Dying Animal, " it tells the story of an aging college professor named David Kepesh (Kingsley) who, as an unapologetic proponent of "sexual happiness, " makes a habit of sleeping with his young female students.

No strings, no emotional attachments -- just pure pleasure. He keeps some of the women around, such as Clarkson's character, who's been flitting in and out of Kepesh's bed for 20 years, but most of his liaisons are throwaway affairs. They're raw, they're animalistic, but they're enough for Kepesh.

Until, that is, he meets Consuela Castillo (Cruz), a student 30 years his junior who awakens in him emotions he thought he had evolved beyond -- specifically, love -- and that have him regressing from a cavalier sleep-around to an insecure puppy dog as he confronts, and is haunted by, his mortality.

This film belongs to Kingsley and Cruz, and they pour their hearts into their roles. (Which film will Cruz be nominated for? This one, or "Vicky Cristina Barcelona"? Place your bets now.) But Clarkson also shines in her brave and sexy role, and Dennis Hopper gets a chance to brighten things up as Kepesh's Pulitzer-winning wingman.

A healthy chunk of the praise for "Elegy, " however, is owed to Spanish director Isabel Coixet, who crafts a meaningful and sincere exploration of love and aging -- a gift for grown-up movie-goers who are ready to put the foolishness of summer to rest.